Current Report Filing (8-k)
August 09 2018 - 4:09PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
August 6, 2018
CANCER
GENETICS, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
|
001-35817
|
|
04-3462475
|
(State or Other
|
|
(Commission
|
|
(IRS Employer
|
Jurisdiction
of Incorporation)
|
|
File Number)
|
|
Identification No.)
|
201
Route 17 North 2nd Floor, Rutherford, New Jersey 07070
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code
(201) 528-9200
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (
see
General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate
by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company [X]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [X]
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
August 6, 2018, Cancer Genetics, Inc. (the “Company”) received a written notice from the Listing Qualifications department
of The Nasdaq Stock Market (the “Notice”) indicating that the Company is not in compliance with the $1.00 Minimum
Bid Price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on the Nasdaq Capital Market.
The
Nasdaq Listing Rules require listed securities to maintain a minimum bid price of $1.00 per share, and, based upon the closing
bid price for the last 30 consecutive business days, the Company no longer meets this requirement. The Notice indicated that the
Company will be provided 180 calendar days, or until February 4, 2019, in which to regain compliance. If at any time during this
period the bid price of the Company’s common stock closes at or above $1.00 per share for a minimum of ten consecutive business
days, the Nasdaq Staff will provide the Company with a written confirmation of compliance and the matter will be closed.
In
the event the Company does not regain compliance with Rule 5550(a)(2) by February 4, 2019, the Company may be eligible for additional
time within which to regain compliance. To qualify, the Company would be required to (i) meet the applicable market value of publicly
held shares requirement for continued listing and all other applicable requirements for initial listing on the Nasdaq Capital
Market (except for the bid price requirement) based on the Company’s most recent public filings and market information and
(ii) notify Nasdaq of its intent to cure this deficiency during the second compliance period by effecting a reverse stock split,
if necessary. If the Company meets these requirements, the Nasdaq Staff will inform the Company that it has been granted an additional
180 calendar days within which to regain compliance. However, if it appears to the Nasdaq Staff that the Company will not be able
to cure the deficiency, or if the Company is otherwise not eligible for such relief, the Nasdaq Staff will provide the Company
with written notification that its securities are subject to delisting from The Nasdaq Capital Market. At that time, the Company
may appeal the delisting determination to a Hearings Panel.
The
Company intends to monitor its bid price per share for the foreseeable future and may consider submitting for approval by its
stockholders a proposal to grant discretionary authority to the board of directors to amend the Company’s certificate of
incorporation to effect a reverse split of its outstanding shares of common stock within an appropriate range, with the exact
reverse split ratio to be decided and publicly announced by the board of directors prior to the effective time of the amendment
to the Company’s certificate of incorporation. Even if the Company chooses to pursue such an amendment, there can be no
assurance that the stockholders would approve such a reverse stock split or that the Company could maintain compliance with the
minimum bid price requirement after such a reverse stock split.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
|
CANCER GENETICS, INC.
|
|
|
|
|
By:
|
/s/
John A. Roberts
|
|
Name:
|
John
A. Roberts
|
|
Title:
|
President
and Chief Executive Officer
|
|
|
|
Date:
August 9, 2018
|
|
|
Cancer Genetics (NASDAQ:CGIX)
Historical Stock Chart
From Jun 2024 to Jul 2024
Cancer Genetics (NASDAQ:CGIX)
Historical Stock Chart
From Jul 2023 to Jul 2024